Certain information in this document has been omitted from this exhibit because it is bothAdministrative Services Agreement • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • New York
This Administrative Services Agreement (“Agreement”) is made as of December 31, 2020 (the “Effective Date”) by and between Fortistar Services 2 LLC, a Delaware limited liability company (the “Service Provider”), and OPAL Fuels LLC, a Delaware limited liability company (the “Company”).
DELAYED DRAW TERM LOAN AND GUARANTY AGREEMENT dated as of October 22, 2021 among OPAL FUELS INTERMEDIATE HOLDCO LLC, as Borrower, THE GUARANTORS PARTY HERETO, as Guarantors, The LENDERS Party Hereto BANK OF AMERICA, N.A., as Administrative Agent and...Loan and Guaranty Agreement • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • New York
DELAYED DRAW TERM LOAN AND GUARANTY AGREEMENT dated as of October 22, 2021, among OPAL FUELS INTERMEDIATE HOLDCO LLC, a Delaware limited liability company (the “Borrower”), the GUARANTORS named on the signature pages hereto, each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”), and BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Administrative Agent”).
Certain information in this document has been omitted from this exhibit because it is bothIndemnification and Hold Harmless Agreement • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • New York
This Indemnification and Hold Harmless Agreement (“Agreement”) is made as of the 31st day of December, 2020, between OPAL Fuels LLC (“OPAL”) and Fortistar LLC (“Fortistar”, collectively, the “Parties”).
FLUE GAS OFFTAKE AND PREFERRED PARTNER AGREEMENTOfftake and Preferred Partner Agreement • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • Delaware
This FLUE GAS OFFTAKE AND PREFERRED PARTNER AGREEMENT (“Agreement”) is made on November 2, 2021 (the “Effective Date”) between CarbonFree Chemicals Holdings, LLC, a Delaware limited liability company (“CarbonFree”) and OPAL Fuels LLC, a Delaware limited liability company (“OPAL”). CarbonFree and OPAL are referred to herein as the “Parties.”
ENVIRONMENTAL ATTRIBUTES PURCHASE AND SALE AGREEMENTEnvironmental Attributes Purchase and Sale Agreement • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • New York
This Environmental Attributes Purchase and Sale Agreement (this “Agreement”) is entered into as of November 29, 2021 (the “Execution Date”), by and between, on the one hand, NextEra Energy Marketing, LLC (“NEM”), a Delaware limited liability company with offices located at 700 Universe Boulevard, Juno Beach, Florida 33408, and, on the other hand, TruStar Energy LLC (“TruStar”) and Opal Fuels LLC (“Opal Fuels”, and together with TruStar, “Opal”), each a Delaware limited liability company with offices located at One North Lexington Avenue, White Plains, New York 10601. NEM and Opal may each be referred to herein as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 1 TO Delayed Draw Term Loan and Guaranty Agreement and waiverAnd Guaranty Agreement and Waiver • March 25th, 2022 • ArcLight Clean Transition Corp. II • Gas & other services combined • New York
This AMENDMENT NO. 1 TO DELAYED DRAW TERM LOAN AND GUARANTY AGREEMENT AND WAIVER (this “Amendment”), dated as of February 1, 2022, is entered into by and among OPAL FUELS INTERMEDIATE HOLDCO LLC, a Delaware limited liability company (the “Borrower”), certain subsidiaries of the Borrower party hereto as guarantors (the “Guarantors” and collectively with the Borrower, the “Obligors”), each Lender (defined below) under the DDTL Agreement (defined below) that is a party hereto, and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
